1
EXHIBIT 25.1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
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STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939
OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY
OF A TRUSTEE PURSUANT TO SECTION 305(b)(2)
--------------------------
THE FIRST NATIONAL BANK OF CHICAGO
(Exact name of trustee as specified in its charter)
A National Banking Association 36-0899825
(I.R.S. employer
identification number)
One First National Plaza, Chicago, Illinois 60670-0126
(Address of principal executive offices) (Zip Code)
The First National Bank of Chicago
One First National Plaza, Suite 0286
Chicago, Illinois 60670-0286
Attn: Lynn A. Goldstein, Law Department (312) 732-6919
(Name, address and telephone number of agent for service)
--------------------------
CHAMPION ENTERPRISES, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-2743168
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
2
A-1 HOMES GROUP, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3416642
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
ACCENT MOBIL HOMES, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1642122
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
ALPINE HOMES, INC.
(Exact name of obligor as specified in its charter)
Colorado 84-1138020
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
AMERICAN TRANSPORT, INC.
(Exact name of obligor as specified in its charter)
Nevada 88-0285995
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
3
ART RICHTER INSURANCE, INC.
(Exact name of obligor as specified in its charter)
Kentucky 61-0718629
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
AUBURN CHAMP, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3264202
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
BRYAN MOBILE HOMES, INC.
(Exact name of obligor as specified in its charter)
Texas 74-2313981
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
BUILDERS CREDIT CORPORATION
(Exact name of obligor as specified in its charter)
Michigan 38-2725018
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
4
CAC FUNDING CORPORATION
(Exact name of obligor as specified in its charter)
Michigan 38-2756292
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CAL-NEL, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2753033
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CARE FREE HOMES, INC.
(Exact name of obligor as specified in its charter)
Michigan 87-0633793
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CARNIVAL HOMES, INC.
(Exact name of obligor as specified in its charter)
Oklahoma 74-2813105
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
5
CENTRAL MISSISSIPPI MANUFACTURED HOUSING, INC.
(Exact name of obligor as specified in its charter)
Mississippi 65-0561149
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CHAMPION FINANCIAL CORPORATION
(Exact name of obligor as specified in its charter)
Michigan 38-2742043
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CHAMPION HOME BUILDERS COMPANY
(Exact name of obligor as specified in its charter)
Michigan 38-2744984
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CHAMPION HOME CENTERS, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3392154
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
6
CHAMPION HOME COMMUNITIES, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-1947966
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CHAMPION MOTOR COACH, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-2721632
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CHANDELEUR HOMES, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3213165
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CLIFF AVENUE INVESTMENTS, INC.
(Exact name of obligor as specified in its charter)
South Dakota 46-0365898
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
7
COLONIAL HOUSING, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2022082
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
COUNTRY ESTATES HOMES, INC.
(Exact name of obligor as specified in its charter)
Oklahoma 73-1430526
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
COUNTRYSIDE HOMES, INC.
(Exact name of obligor as specified in its charter)
North Dakota 45-0414879
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
CREST RIDGE HOMES, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3213167
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
8
CRESTPOINTE FINANCIAL SERVICES, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-2140765
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
DUTCH HOUSING, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3157863
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
FACTORY HOMES OUTLET, INC.
(Exact name of obligor as specified in its charter)
Idaho 88-028324
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
FACTORY OUTLET, INC.
(Exact name of obligor as specified in its charter)
Michigan 61-1342285
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
9
FLEMING COUNTY INDUSTRIES, INC.
(Exact name of obligor as specified in its charter)
Kentucky 61-1078339
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
GATEWAY ACCEPTANCE CORP.
(Exact name of obligor as specified in its charter)
South Dakota 46-0372684
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
GATEWAY MOBILE & MODULAR HOMES, INC.
(Exact name of obligor as specified in its charter)
Nebraska 47-0709908
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
GATEWAY PROPERTIES CORP.
(Exact name of obligor as specified in its charter)
South Dakota 46-0426796
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
10
GEM HOMES, INC.
(Exact name of obligor as specified in its charter)
Delaware 76-0164265
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
GRAND MANOR, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3281658
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HEARTLAND HOMES, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2797283
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMEPRIDE FINANCE CORP.
(Exact name of obligor as specified in its charter)
Michigan 38-3454767
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
11
HOMES AMERICA FINANCE, INC.
(Exact name of obligor as specified in its charter)
Nevada 88-0351418
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMES AMERICA OF ARIZONA, INC.
(Exact name of obligor as specified in its charter)
Arizona 86-0895662
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMES AMERICA OF CALIFORNIA, INC.
(Exact name of obligor as specified in its charter)
California 33-0697358
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMES AMERICA OF OKLAHOMA, INC.
(Exact name of obligor as specified in its charter)
Oklahoma 73-1489573
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
12
HOMES AMERICA OF UTAH, INC.
(Exact name of obligor as specified in its charter)
Utah 87-0540727
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMES AMERICA OF WYOMING, INC.
(Exact name of obligor as specified in its charter)
Wyoming 88-0233834
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMES OF LEGEND, INC.
(Exact name of obligor as specified in its charter)
Michigan 38-3284410
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
HOMES OF MERIT, INC.
(Exact name of obligor as specified in its charter)
Florida 59-1438488
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
13
I.D.A., INC.
(Exact name of obligor as specified in its charter)
Oklahoma 73-1384625
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
IMPERIAL HOUSING, INC.
(Exact name of obligor as specified in its charter)
Texas 31-1644691
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
INVESTMENT HOUSING, INC.
(Exact name of obligor as specified in its charter)
Texas 75-1765938
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
ISEMAN CORP.
(Exact name of obligor as specified in its charter)
South Dakota 46-0365899
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
14
JASPER MOBILE HOMES, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2652399
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
KENTUCKYBILT HOMES, INC.
(Exact name of obligor as specified in its charter)
Michigan 61-1342287
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
LAKE COUNTRY LIVING, INC.
(Exact name of obligor as specified in its charter)
Texas 75-1912454
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
LAMPLIGHTER HOMES, INC.
(Exact name of obligor as specified in its charter)
Washington 91-1219267
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
15
LAMPLIGHTER HOMES (OREGON), INC.
(Exact name of obligor as specified in its charter)
Oregon 93-0976577
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
M & J SOUTHWEST DEVELOPMENT CORP.
(Exact name of obligor as specified in its charter)
Texas 76-0237524
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
MANUFACTURED HOUSING OF LOUISIANA, INC.
(Exact name of obligor as specified in its charter)
Michigan 72-1416792
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
MOBILE FACTORY OUTLET, INC.
(Exact name of obligor as specified in its charter)
Texas 74-1758315
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
16
MODULINE INTERNATIONAL, INC.
(Exact name of obligor as specified in its charter)
Washington 91-0828539
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
NORTHSTAR CORPORATION
(Exact name of obligor as specified in its charter)
South Dakota 46-0433873
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
PHILADELPHIA HOUSING CENTER, INC.
(Exact name of obligor as specified in its charter)
Mississippi 64-0863980
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
PREMIER HOUSING, INC.
(Exact name of obligor as specified in its charter)
Texas 74-2697710
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
17
REDMAN BUSINESS TRUST
(Exact name of obligor as specified in its charter)
Delaware 75-6469646
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
REDMAN HOMES MANAGEMENT COMPANY, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-2573061
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
REDMAN HOMES, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-1364957
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
REDMAN INDUSTRIES, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-2246805
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
18
REDMAN INVESTMENT, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-2208257
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
REDMAN MANAGEMENT SERVICES BUSINESS TRUST
(Exact name of obligor as specified in its charter)
Delaware 75-6469645
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
REDMAN RETAIL, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-2021720
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
REGENCY SUPPLY COMPANY, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-2155269
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
19
SAN JOSE ADVANTAGE HOMES, INC.
(Exact name of obligor as specified in its charter)
California 77-0411951
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
SERVICE CONTRACT CORPORATION
(Exact name of obligor as specified in its charter)
Michigan 38-2719552
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
SOUTHERN SHOWCASE FINANCE, INC.
(Exact name of obligor as specified in its charter)
Michigan 56-2084038
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
SOUTHERN SHOWCASE HOUSING, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1686678
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
20
STAR FLEET, INC.
(Exact name of obligor as specified in its charter)
Indiana 35-1840506
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
THE OKAHUMPKA CORPORATION
(Exact name of obligor as specified in its charter)
Florida 59-2175753
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
THOMAS HOMES OF AUSTIN, INC.
(Exact name of obligor as specified in its charter)
Texas 74-2755508
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
THOMAS HOMES OF BUDA, INC.
(Exact name of obligor as specified in its charter)
Texas 74-2755509
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
21
THOMAS HOMES OF TEXAS, INC.
(Exact name of obligor as specified in its charter)
Texas 74-2586762
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
TOM TERRY ENTERPRISES, INC.
(Exact name of obligor as specified in its charter)
Nevada 88-0201258
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
TRADING POST MOBILE HOMES, INC.
(Exact name of obligor as specified in its charter)
Kentucky 61-0945344
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
U.S.A. MOBILE HOMES, INC.
(Exact name of obligor as specified in its charter)
Oregon 93-0980361
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
22
VICTORY INVESTMENT COMPANY
(Exact name of obligor as specified in its charter)
Oklahoma 73-0961344
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
VIDOR MOBILE HOME CENTER, INC.
(Exact name of obligor as specified in its charter)
Texas 74-1760670
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
WESTERN HOMES CORPORATION
(Exact name of obligor as specified in its charter)
Delaware 75-2276910
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
WHITWORTH MANAGEMENT, INC.
(Exact name of obligor as specified in its charter)
Nevada 88-0233834
(State or other jurisdiction of I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
23
WRIGHT'S MOBILE HOMES, INC.
(Exact name of obligor as specified in its charter)
Texas 76-0472967
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
2701 University Drive, Suite 300
Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
7-5/8% Senior Notes due by May 15, 2009
(Title of Indenture Securities)
Item 1. General Information. Furnish the following
information as to the trustee:
(a) Name and address of each examining or
supervising authority to which it is subject.
Comptroller of Currency, Washington, D.C.; Federal Deposit
Insurance Corporation, Washington, D.C.; The Board of
Governors of the Federal Reserve System, Washington D.C..
(b) Whether it is authorized to exercise corporate trust
powers.
The trustee is authorized to exercise corporate trust powers.
Item 2. Affiliations With the Obligor. If the obligor
is an affiliate of the trustee, describe each
such affiliation.
No such affiliation exists with the trustee.
Item 16. List of exhibits. List below all exhibits filed as a part
of this Statement of Eligibility.
1. A copy of the articles of association of the
trustee now in effect.*
2. A copy of the certificates of authority of the trustee to
commence business.*
3. A copy of the authorization of the trustee to exercise
corporate trust powers.*
24
4. A copy of the existing by-laws of the trustee.*
5. Not Applicable.
6. The consent of the trustee required by Section 321(b) of
the Act.
25
7. A copy of the latest report of condition of the trustee
published pursuant to law or the requirements of its
supervising or examining authority.
8. Not Applicable.
9. Not Applicable.
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, The First National Bank of Chicago, a national
banking association organized and existing under the laws of the United
States of America, has duly caused this Statement of Eligibility to be
signed on its behalf by the undersigned, thereunto duly authorized, all
in the City of Chicago and State of Illinois, on the 30th day of July,
1999.
The First National Bank of Chicago,
Trustee
By /s/Sandra L. Caruba
Sandra L. Caruba
Vice President
* Exhibits 1, 2, 3 and 4 are herein incorporated by reference to Exhibits
bearing identical numbers in Item 16 of the Form T-1 of The First National Bank
of Chicago, filed as Exhibit 25 to the Registration Statement on Form S-3 of U S
WEST Capital Funding, Inc., filed with the Securities and Exchange Commission on
May 6, 1998 (Registration No. 333-51907-01).
26
EXHIBIT 6
THE CONSENT OF THE TRUSTEE REQUIRED
BY SECTION 321(b) OF THE ACT
July 30, 1999
Securities and Exchange Commission
Washington, D.C. 20549
Ladies and Gentlemen:
In connection with the qualification of the Indenture by and between Champion
Enterprises, Inc. and The First National Bank of Chicago, as Trustee, the
undersigned, in accordance with Section 321(b) of the Trust Indenture Act of
1939, as amended, hereby consents that the reports of examinations of the
undersigned, made by Federal or State authorities authorized to make such
examinations, may be furnished by such authorities to the Securities and
Exchange Commission upon its request therefor.
Very truly yours,
The First National Bank of Chicago
By: /s/ Sandra L. Caruba
Sandra L. Caruba
Vice President
27
EXHIBIT 7
Legal Title of Bank: The First National Bank of Chicago Call Date: 03/31/99
ST-BK: 17-1630 FFIEC 031
Address: One First National Plaza, Ste 0460 Page RC-1
City, State Zip: Chicago, IL 60670
FDIC Certificate No.: 0/3/6/1/8
CONSOLIDATED REPORT OF CONDITION FOR INSURED COMMERCIAL
AND STATE-CHARTERED SAVINGS BANKS FOR MARCH 31, 1999
All schedules are to be reported in thousands of dollars. Unless otherwise
indicated, report the amount outstanding of the last business day of the
quarter.
SCHEDULE RC--BALANCE SHEET
DOLLAR AMOUNTS IN THOUSANDS C400
----
RCFD BIL MIL THOU
---- ------------
ASSETS
1. Cash and balances due from depository institutions (from Schedule
RC-A): RCFD
----
a. Noninterest-bearing balances and currency and coin(1) .................. 0081 3,809,517 1.a
b. Interest-bearing balances(2)............................................ 0071 4,072,166 1.b
2. Securities
a. Held-to-maturity securities(from Schedule RC-B, column A) 1754 0 2.a
b. Available-for-sale securities (from Schedule RC-B, column D)............ 1773 12,885,728 2.b
3. Federal funds sold and securities purchased under agreements to
resell .................................................................... 1350 4,684,756 3.
4. Loans and lease financing receivables:
a. Loans and leases, net of unearned income (from Schedule RCFD
----
RC-C)...................................................................... 2122 34,304,806 4.a
b. LESS: Allowance for loan and lease losses............................... 3123 411,476 4.b
c. LESS: Allocated transfer risk reserve................................... 3128 3,884 4.c
d. Loans and leases, net of unearned income, allowance, and
RCFD
----
reserve (item 4.a minus 4.b and 4.c).................................... 2125 33,889,446 4.d
5. Trading assets (from Schedule RD-D)........................................ 3545 5,100,499 5.
6. Premises and fixed assets (including capitalized leases)................... 2145 754,052 6.
7. Other real estate owned (from Schedule RC-M)............................... 2150 5,244 7.
8. Investments in unconsolidated subsidiaries and associated
companies (from Schedule RC-M)............................................. 2130 201,068 8.
9. Customers' liability to this bank on acceptances outstanding 2155 265,041 9.
10. Intangible assets (from Schedule RC-M)..................................... 2143 285,709 10.
11. Other assets (from Schedule RC-F).......................................... 2160 2,987,184 11.
12. Total assets (sum of items 1 through 11)................................... 2170 68,940,410 12.
(1) Includes cash items in process of collection and unposted debits.
(2) Includes time certificates of deposit not held for trading.
28
Legal Title of Bank: The First National Bank of Chicago
Call Date: 03/31/99 ST-BK: 17-1630 FFIEC 031
Address: One First National Plaza, Ste 0460 Page RC-2
City, State Zip: Chicago, IL 60670
FDIC Certificate No.: 0/3/6/1/8
SCHEDULE RC-CONTINUED
DOLLAR AMOUNTS IN
THOUSANDS
-----------------
LIABILITIES
13. Deposits:
RCON
a. In domestic offices (sum of totals of columns A and C ----
from Schedule RC-E, part 1)............................ 2200 22,163,664 13.a
(1) Noninterest-bearing(1)............................. 6631 9,740,100 13.a1
(2) Interest-bearing..................................... 6636 12,423,564 13.a2
RCFN
b. In foreign offices, Edge and Agreement subsidiaries, and ----
IBFs (from Schedule RC-E, part II)..................... 2200 19,273,426 13.b
(1) Noninterest bearing................................ 6631 334,741 13.b1
(2) Interest-bearing................................... 6636 18,938,685 13.b2
14. Federal funds purchased and securities sold under agreements
to repurchase: RCFD 2800 4,405,792 14
15. a. Demand notes issued to the U.S. Treasury............... RCON 2840 173,505 15.a
b. Trading Liabilities(from Schedule RC-D)................ RCFD 3548 4,824,567 15.b
16. Other borrowed money: RCFD
----
a. With original maturity of one year or less............. 2332 7,453,761 16.a
b. With original maturity of more than one year.......... A547 330,300 16.b
c. With original maturity of more than three years ....... A548 357,737 16.c
17. Not applicable
18. Bank's liability on acceptance executed and outstanding... 2920 265,041 18.
19. Subordinated notes and debentures......................... 3200 2,600,000 19.
20. Other liabilities (from Schedule RC-G).................... 2930 1,878,367 20.
21. Total liabilities (sum of items 13 through 20)............ 2948 63,726,160 21.
22. Not applicable
EQUITY CAPITAL
23. Perpetual preferred stock and related surplus............. 3838 0 23.
24. Common stock.............................................. 3230 200,858 24.
25. Surplus (exclude all surplus related to preferred stock).. 3839 3,239,836 25.
26. a. Undivided profits and capital reserves................. 3632 1,813,367 26.a
b. Net unrealized holding gains (losses) on available-for-sale
securities............................................. 8434 (37,357) 26.b
c. ACCUMULATED NET GAINS (LOSSES) ON CASH FLOW HEDGES.... 4336 0 26.c
27. Cumulative foreign currency translation adjustments....... 3284 (2,454) 27.
28. Total equity capital (sum of items 23 through 27)......... 3210 5,214,250 28.
29. Total liabilities, limited-life preferred stock, and equity
capital (sum of items 21, 22, and 28)..................... 3300 68,940,410 29.
Memorandum
To be reported only with the March Report of Condition.
1. Indicate in the box at the right the number of the statement below that
best describes the most comprehensive level of auditing work performed for
the bank by independent external auditors as of any date Number
during 1996.......................RCFD 6724 ..... N/A M.1.
1 = Independent audit of the bank conducted in accordance 4. = Directors' examination of the bank performed by
with generally accepted auditing standards by a certified other external auditors (may be required by state
public accounting firm which submits a report on the bank chartering authority)
2 = Independent audit of the bank's parent holding company 5 = Review of the bank's financial statements by
conducted in accordance with generally accepted auditing external auditors
standards by a certified public accounting firm which
submits a report on the consolidated holding company 6 = Compilation of the bank's financial statements by
(but not on the bank separately) external auditors
7 = Other audit procedures (excluding tax preparation
work)
3 = Directors' examination of the bank conducted in 8 = No external audit work
accordance with generally accepted auditing standards
by a certified public accounting firm (may be required
by state chartering authority)
(1) Includes total demand deposits and noninterest-bearing time and savings
deposits.